U+H Biz Platform Terms and Conditions
The U+H Biz Platform is provided by Hang Seng Bank Limited. These U+H Biz Platform Terms and Conditions govern access to and use of U+H Biz platform, including the website located at https://www.uhbiz.co, as well as any related apps and communications and any other services stated to be offered or provided subject to these terms and conditions (together, the “U+H Biz Platform” or “Platform”). These U+H Biz Terms and Conditions, including any terms or policies incorporated by reference, are collectively referred to as these “Terms”.
Please read these Terms carefully.
In these Terms, references to:
(a) “HSB”, “we” and “us” are to Hang Seng Bank Limited;
(b) “you” and “User” is to any individual who accesses the U+H Biz Platform; and
(c) “Corporate Member” means any company, partnership, business or organization that you represent or act on behalf of when you access the U+H Biz Platform.
By accessing the U+H Biz Platform:
a) you acknowledge and agree to be bound by these Terms; and
b) you represent and warrant that: (i) all necessary corporate action has been taken and will continue to be taken to bind the Corporate Member to these Terms (including any updates to these Terms from time to time) as a legally binding agreement with HSB; and (ii) you will perform your obligations under these Terms on behalf of the Corporate Member.
These Terms were last updated on 30 January 2023, and may be amended or modified by HSB at any time. You are responsible for reading and complying with updated Terms. By continuing to use the U+H Biz Platform after we post any updated Terms, you are agreeing to be bound by the updated Terms.
If you do not agree to these Terms (including any updated Terms), you must not access or use the U+H Biz Platform.
The U+H Biz Platform is separate to any banking product or service provided by HSB or any of its affiliated entities. For the avoidance of doubt, nothing in these Terms shall amend, supplement or replace any other agreement you or the Corporate Member may have with HSB or any of its affiliated companies.
2. The U+H Biz Platform
(a) must only access and use the U+H Biz Platform in accordance with these Terms and with Applicable Laws; and
(a) change, suspend, or terminate any features or functionality of the U+H Biz Platform;
(b) impose limits on certain features, functionality or the permitted usage levels of the U+H Biz Platform; and/or
(c) suspend the operation of all or any part of the U+H Biz Platform, your access to or use of all or any part of the U+H Biz Platform, due to the need to carry out planned and unplanned maintenance, emergency technical failures, vulnerabilities, cyber-attack and other reasons, including reasons beyond our control.
3.1 To access the U+H Biz Platform, you need to create a U+H Biz Platform account by providing us with a valid email address and other information about you (or any Corporate Member you represent) we request.
3.2 To register for a Platform account, you must be at least 18 years old.
3.3 If you propose to create a company profile in respect of or on behalf of any Corporate Member (“Company Profile”), you must be an owner, shareholder, director, officer or employee or otherwise directly engaged by the Corporate Member, and be duly authorized by the Corporate Member to do so.
3.4 Each Corporate Member can only have one Company Profile, and you will share the same access and edit rights to the Company Profile with any other Users representing the same Corporate Member.
4. Your U+H Biz Platform account
4.1 Your U+H Biz Platform account is separate from any account or service you may have with HSB, so you must keep it up to date. If you fail to do so, we may suspend or terminate your Platform account.
4.3 You agree to:
(a) comply with all security features relating to your Platform account;
(b) choose a strong and secure password;
(c) keep your password secure and confidential;
(d) not sell, rent, lease, share or provide access to your Platform account to any other person; and
(e) be responsible for anything that occurs in connection with your Platform account.
4.4 You agree to not disclose your Platform account password to anyone and will notify us immediately of any actual or suspected unauthorised use of your Platform account. You (and the Corporate Member you represent) are responsible for all activities that occur under your Platform account. If you believe that your Platform account is no longer secure, then you must immediately notify us via email at firstname.lastname@example.org. We reserve all available legal rights and remedies to prevent unauthorized use of the U+H Biz Platform, including preventing the use of a single Platform account by multiple Users.
5.1 You acknowledge that HSB is not responsible for any interaction, communications or engagement between you and any other person or organization using the U+H Biz Platform (“Other Member”). Any arrangement between you (or the Corporate Member you represent) and any Other Member, whether to provide information, goods or services or otherwise, arising out of or in connection with your use of the U+H Biz Platform will be subject to separate terms and conditions agreed with the Other Member. You acknowledge and agree that HSB will have no liability to you, the Corporate Member you represent or any Other Member in connection with any such arrangements or any breach or alleged breach, claim or action arising from any agreement resulting from such arrangements.
6.2 Subject to the limited rights expressly granted in these Terms, HSB and its licensors reserve all right, title and interest in and to the U+H Biz Platform, including all intellectual property rights (including copyright, trademarks and patents) in or to the data, information and materials (including, without limitation, HTML, images, text, audio, video, white papers, press releases, data sheets, product descriptions, software and FAQs and other content) (“Material”) available on the U+H Biz Platform (excluding any User Content and Third Party Content, both as defined below) (collectively, “HSB Content”). You acknowledge and agree that use of HSB Content for purposes other than as expressly permitted in these Terms may constitute an infringement of HSB's intellectual property rights.
6.3 User Content
(a) You (for yourself and on behalf of any Corporate Member and any other relevant person) grant HSB a perpetual, irrevocable, royalty-free, worldwide, non-exclusive licence (including the right to grant sub-licenses to third parties) to host, copy, use, store, process, disclose, transmit, publicly display and perform, prepare derivative works from and distribute, without any further consent, notice and/or compensation to you or any other person, any content, data or other materials input by you or on your behalf to the U+H Biz Platform (“User Content”) for the purpose of:
(i) operating and providing the U+H Biz Platform and any purpose in connection with the U+H Biz Platform, including making that User Content available to Other Members accessing the U+H Biz Platform and analysing that User Content for the purpose of enabling the operation of search functions and other functions on the U+H Biz Platform; and
(ii) complying with Applicable Laws.
(b) As part of the licence granted by you under clause 6.3(a)(i), HSB will, subject to controls enabled through the U+H Biz Platform, allow Other Members to access, download, copy and share that User Content and HSB may enable search engines to make that public content findable through the U+H Biz Platform. HSB may, in its discretion, restrict, suspend, modify, or limit access to and use of User Content through the U+H Biz Platform.
(c) You are solely responsible for verifying and ensuring the legality, reliability, integrity, accuracy, quality and timeliness of the User Content. Without limiting the generality of the foregoing, you are solely responsible for ensuring that:
(i) the means by which you acquire User Content; and
(ii) your use of User Content and the access and use of User Content by Other Members enabled through the U+H Biz Platform,
comply with Applicable Laws (including by providing notifications and obtaining consents required under Applicable Laws).
6.4 Third Party Content
(a) Subject to these Terms, HSB will make Materials submitted to the U+H Biz Platform by Other Members (“Third Party Content”) available to you. You acknowledge and agree that your access to and usage of Third Party Content is subject to rights, including intellectual property rights of Other Members and potentially other persons, and your usage of Third Party Content may be subject to separate terms and conditions agreed between you and Other Members. You are solely responsible for verifying and ensuring the accuracy, quality, availability and fitness for purpose of Third Party Content. HSB does not bear any responsibility for or liability for any Third Party Content.
6.5 Right to use the U+H Biz Platform
(a) Subject to your full compliance with these Terms, HSB grants you a personal, limited, revocable, non-transferable, non-sub-licensable and non-exclusive right to access and use, for the duration of the period for which you hold a Platform account:
(i) the U+H Biz Platform in accordance with these Terms solely and strictly for the purposes of raising the Corporate Member’s publicity and profile, discovering business opportunities and finding suitable service providers on the Corporate Member’s behalf, and other lawful and legitimate internal and external business purposes of the Corporate Member; and
(ii) the HSB Content by displaying the HSB Content on your device, or downloading and printing HSB Content, subject to each of the following conditions:
(1) you may use the HSB Content solely and strictly for your internal business purposes;
(2) you do not modify, exploit or prepare derivative works of HSB Content;
(3) you do not obscure, alter or remove any copyright or other proprietary notice set forth on the U+H Biz Platform or HSB Content;
(4) you do not otherwise reproduce, re-distribute or publicly display any of the HSB Content (whether for commercial or non-commercial purposes); and
(5) you do not copy any HSB Content to any other media or other storage format.
(b) We will use reasonable commercial efforts to resolve problems with the U+H Biz Platform if we are notified that a problem is occurring.
(a) We welcome feedback, comments and suggestions for improvements to the U+H Biz Platform (“Feedback”) – you can contact us at any time to provide Feedback via email at email@example.com. You hereby grant to HSB a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license, to use copy, modify, create derivative works based upon, distribute copies of and otherwise exploit the Feedback for any purpose.
(b) You agree that you are freely giving Feedback, and that we do not have to use it, and that you (and any related User) will not be compensated in any way for any Feedback.
(a) violate or attempt to violate the security of the U+H Biz Platform or HSB's system or network security, including accessing data not intended for Users of the U+H Biz Platform or gaining unauthorised access to an account, server or any other computer system;
(b) post any:
(i) information which is illegal, incomplete, false, inaccurate or which you do not have all necessary rights to post;
(ii) material that infringes on any other intellectual property, privacy, publicity or other right of any person or breaches any Applicable Laws;
(iii) material which is obscene, pornographic, indecent, profane or otherwise objectionable or is discriminatory, hateful or bigoted toward, or abusive of, any group or individual; is fraudulent, false, misleading or deceptive; could be characterized as 'trolling'; or is violent, bullying, libellous, defamatory or threatening or promotes violence, terrorism, or actions that are threatening to any person or organization;
(iv) advertisement, promotional materials, solicitation or inducement in respect of:
(1) any banking, insurance or financial products or services;
(2) any investment, security, futures contract or collective investment scheme; or
(3) any product or service that is competitive with HSB products or services; and/or
(v) software, programs or content which contain or links to any harmful code, including viruses, worms, time bombs or trojan horses;
(c) engage in or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any Applicable Laws;
(d) impersonate another person or misrepresent your or any Corporate Member’s affiliation with any person or organization;
(e) interfere with or disrupt the integrity or performance of the U+H Biz Platform or any security measure applicable to the U+H Biz Platform;
(f) modify, copy (except for reasonable archival purposes), reproduce, distribute, display, mirror, frame, use or create derivative works based on the U+H Biz Platform, HSB Content (or any of HSB's other materials, intellectual property, or proprietary information) or Third Party Content or any part, feature, function or user interface thereof, to build or support, and/or assist a third party in building or supporting, products or services competitive to the U+H Biz Platform, HSB Content or any other HSB products or service, or in any way not expressly authorised in these Terms;
(g) sell, rent, lease, license, distribute, or otherwise transfer or encumber rights to the U+H Biz Platform, any HSB Content or Third Party Content;
(h) use the U+H Biz Platform in any way that could adversely affect or reflect negatively on HSB or the U+H Biz Platform, or discourage any person from using all or any portion of the features of the U+H Biz Platform;
(i) disassemble, reverse engineer, decompile or otherwise attempt to discover the source code or underlying structure, ideas or algorithms of the U+H Biz Platform, HSB Content or any part thereof, or any software, documentation or data related to or provided with the U+H Biz Platform; or
(j) use the U+H Biz Platform, HSB Content or Third Party Content outside of the scope of the rights expressly granted herein.
8. Links to third party websites or other online resources
The U+H Biz Platform contains links and integrations with third party websites and services, including those of Other Members. You agree that we provide links to and integrations with such websites and services solely as a convenience and we have no responsibility for the content or availability of such websites or services, and that we do not endorse such websites or services (or any products or other services associated therewith). You acknowledge and agree that it is your sole responsibility for and assume all risk arising from, your use of such third-party websites or resources.
9.1 You represent, warrant and undertake (for yourself and on behalf of any Corporate Member) that:
(a) the execution, delivery and performance of these Terms will not breach any Applicable Laws or any agreement, covenant, court order or judgment;
(b) any Corporate Member that you access the U+H Biz Platform on behalf of is a corporation duly formed and in good standing under the Applicable Laws of the state of formation or incorporation with all necessary rights, powers, and authority to enter into and perform all of its obligations under these Terms;
(c) you and any related Corporate Member are duly licensed, authorised or qualified to conduct the business you and the Corporate Member conduct or will conduct for which a license, authorisation or qualification is required;
(d) you and/or any related Corporate Member have all necessary power, authority, right, title and licenses to grant to HSB the licenses in connection with the User Content in clause 6.3(a) and any Feedback in clause 6.6(a) above; and
(e) you will provide us with accurate information about you and any relevant Corporate Member when registering to use the U+H Biz Platform, and you agree to update such information in order to ensure that it remains accurate.
9.2 All warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by Applicable Laws, excluded from these Terms (including any implied warranty or condition of merchantability, fitness for a particular purpose or non-infringement, and any warranties arising out of course of dealing or usage of trade).
(a) HSB shall have no responsibility for or incur any liability for any loss or damage suffered by you or any Corporate Member as a result of any unavailability of the U+H Biz Platform, any failure of the U+H Biz Platform or any Third Party Content to meet your or any Corporate Member’s business requirements or expectations, any reliance by you or any Corporate Member on any information provided by or in connection with the U+H Biz Platform, inaccurate or incomplete information obtained from the U+H Biz Platform or any unauthorized access to or loss, damage or misuse of User Content arising from the U+H Biz Platform;
(b) HSB makes no representation, warranty or undertaking that access to or use of the U+H Biz Platform will be uninterrupted, secure or free of error, computer viruses or other harmful code, and the U+H Biz Platform is provided on an “as is” and “as available” basis;
(c) your use of the U+H Biz Platform is entirely at your own risk, and we will have no liability to you, any related Corporate Member or any other person arising from any loss or damage caused by any reliance upon the U+H Biz Platform;
(d) we may modify, suspend, discontinue, substitute, replace, or limit access to any aspect of the U+H Biz Platform at any time with or without notice to any person;
(e) HSB is not responsible for the accuracy, correctness, completeness or timeliness of any data, information or material that it is provided or communicated through the U+H Biz Platform, including any User Content or Third Party Content; and
(f) HSB is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data to the extent caused by communications networks and facilities, including the internet, and you acknowledge that the U+H Biz Platform may be subject to limitations, delays and other problems relating to the use of such communications facilities.
10.1 Creation and use of User Data
(a) We may collect, generate and process data about usage of the U+H Biz Platform by you or any Corporate Member, including personal data (“User Data”). We will use User Data for the purposes of administering and providing the U+H Biz Platform, developing and improving the U+H Biz Platform and operating search and matching functions provided through the U+H Biz Platform. We will use personal data forming part of User Data in accordance with the Privacy Notice found here.
(b) In addition to the licence to use User Data granted by clause 10.1(a), You expressly agree that we may create new data from User Data by modifying User Data in such a way that no individual may be identified or reasonably identifiable from such resultant data (“Anonymous Data”). We may then manipulate, process, reproduce, distribute and permanently retain such Anonymous Data for any purpose permitted by Applicable Laws without further notice to you. For clarity, the purposes Anonymous Data may be used for include statistical analysis, aggregation with other data, supply to third parties (including in exchange for payment or other commercial benefit to us), benchmarking, publication and for the display through widgets to any User of the U+H Biz Platform.
10.2 Marketing and Analytics
(a) We may use information we collect from your use of the U+H Biz Platform (including name and contact details) for direct marketing purposes (e.g. to send marketing communications about news, offers or promotions in relation to the U+H Biz Platform, HSB products and services to you and any related Corporate Member) and we will do so in accordance with the terms of our Privacy Notice that can be found here.
(b) For information on our usage of cookies and other software that may track activity, please click here to see our Cookie Notice that can be found here.
You (and any related Corporate Member) will defend, indemnify and hold harmless HSB, and each of its directors, officers, employees and agents ("HSB Indemnified Parties") against any costs (including legal costs on a full indemnity basis), losses, liability, damages and expenses (whether in contract, or under any statute or any other cause of action) incurred or suffered by any of the HSB Indemnified Parties, or any claim, demand, suit or proceeding (“Claims”) made or brought against any of the HSB Indemnified Parties, by any person relating or in connection to:
(a) your and any related Corporate Member’s use of the U+H Biz Platform;
(b) your and any related Corporate Member’s provision of User Content (including any third party intellectual property or proprietary claims brought against any of the HSB Indemnified Parties); and/or
(c) your or any related Corporate Member’s breach of these Terms.
12.1 You (for yourself and on behalf of any related Corporate Member) acknowledge and agree that, subject to clause 12.2, in no event will HSB or any of our employees, officers, representatives or agents be liable for any loss, damage or claim arising under or in connection with these Terms.
(a) death or personal injury caused by its negligence;
(b) its fraudulent misrepresentation or fraud; or
(c) any other liability to the extent it may be limited or excluded under Applicable Laws.
13. Term, Suspension and Termination
13.1 These Terms commence on the date that You first access the U+H Biz Platform (including when you first register for a Platform account) and continue until these Terms are terminated in accordance with this clause 13.
(a) Without prejudice to our other rights and remedies, we may suspend your access to the U+H Biz Platform if we determine that:
(i) there has been a breach of any of these Terms;
(ii) there is a threat or attack on the U+H Biz Platform or other event that may create a risk to the U+H Biz Platform, any API, or any business connected with the U+H Biz Platform or any User of the U+H Biz Platform; or
(iii) as otherwise provided under these Terms.
(b) We will make reasonable efforts to provide reasons for any suspension and updates regarding resumption of your access to the U+H Biz Platform.
(a) We may terminate access to, or the availability of, the U+H Biz Platform, or any part of the U+H Biz Platform without liability to you at any time if:
(i) you infringe the rights of any person;
(ii) you violate the security of the U+H Biz Platform and/or HSB's system or network; or
(iii) you or any relevant Corporate Member fail to comply with these Terms.
Upon doing so, We may permanently delete your U+H Biz Platform account and any or all User Content associated with it.
(b) You may terminate these Terms by sending us an email request at [firstname.lastname@example.org] to delete your U+H Biz Platform account. Upon any termination of your U+H Biz Platform account the rights granted to you under these Terms will automatically terminate.
(c) Termination of these Terms will be without prejudice to either party’s accrued rights and remedies as at the time of termination.
(d) Clauses 5, 6, 9.2, 9.3, 10, 11, 12, 13.3, 14 and15 will survive termination of these Terms.
14.1 HSB will not be responsible for any delay in fulfilling or failing to fulfil any obligation under these Terms due to any cause beyond its control.
14.2 These Terms are the entire agreement between you, any related Corporate Member and the HSB relating to its subject matter and supersede all prior and contemporaneous agreements, proposals or representations, written or oral, concerning that subject matter.
14.3 The original language of these Terms is in English; any translations are provided for reference purposes only unless otherwise stated.
14.4 You and any relevant Corporate Member may not assign, transfer or novate any of your rights or obligations under these Terms to any person, whether by operation of law or otherwise, without our prior written consent. Any attempt by you or any person connected with you to assign or transfer these Terms, without such consent, will be null and void.
14.5 We may make, and you agree to receive, notices relating to the U+H Biz Platform from time to time. We will make commercially reasonable efforts to deliver such notices by email, by calling the telephone number you provided us (if any), or through the U+H Biz Platform in the form of Platform message. If you have any comments, questions or complaints, please contact us at email@example.com.
14.6 HSB’s waiver of any breach by you or any related Corporate Member of these Terms will not be considered a waiver of any earlier or later breach, and the waiver of any such right or provision will be effective only if in writing and signed by one of our duly authorized representatives. No failure or delay by the HSB in exercising any right under these Terms will constitute a waiver of that right. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
14.8 You represent and confirm that neither (i) you, (ii) any related Corporate Member or any of its subsidiaries (if applicable), nor (iii) any of the related Corporate Member’s directors, officers, employees, agents or affiliates or that of any of the related Corporate Member’s subsidiaries (if applicable), is an individual or entity (“Person”) that is, or is owned or controlled by Persons that are:(a) the subject of any sanctions administered or enforced by the US Department of the Treasury's Office of Foreign Assets Control, the US Department of State, the United Nations Security Council, the European Union, Her Majesty's Treasury, the Hong Kong Monetary Authority or any other relevant sanctions authorities (collectively, “Sanctions”); or (b) located, organised or resident in a country or territory that is, or whose government is, the subject of Sanctions. including (but not limited to) the Crimea region, Cuba, Iran, Libya, North Korea, Sudan, South Sudan and Syria.
14.9 You agree that you will not, directly or indirectly, use the U+H Biz Platform or any related services:
(i) to engage in any activities or business of or with any Person, or in any country or territory, that, at the time of such use of the Platform or services, is, or whose government is, the subject of Sanctions; or
(ii) in any other manner that would result in a violation of Sanctions by any Person.
15. Governing Law and Jurisdiction
15.1 These Terms and the rights and obligations of the parties under it will be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region of the People’s Republic of China (“Hong Kong”).
16. Definitions and Interpretation
16.1 In these Terms:
“Applicable Laws” means all laws, statutes, orders, rules, regulations, directives, rules and guidelines which, in each case, have legal effect, whether local, national, international or otherwise existing from time to time, including all Regulatory Authority's regulations, rules, instructions, requirements, standards, guidelines and directions, as applicable to a party or a party’s business that are either binding or expected by a Regulatory Authority to be complied with. For the purposes of this definition, "applicable" means as applicable: (a) to the relevant party; or (b) as applicable to the obligations under these Terms;
“Business Day” means a day, other than a Saturday, Sunday or public holiday in Hong Kong, when banks in Hong Kong are open for business; and
“Regulatory Authority” means any regulatory, governmental and/or judicial authority (including any public prosecution service) established under Applicable Laws or under the supervision of the legislative body of the country, securities exchange, securities association or agency charged with enforcing Applicable Laws.
16.2 The headings in these Terms are for purposes of reference only and will not in any way limit or affect the meaning or interpretation of any of the terms of these Terms.
16.3 The words "includes" and "including" are to be construed without limitation, including with respect to any examples or listed matters that may follow.